SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: October 30, 1995
ANGELES INCOME PROPERTIES, LTD. III
(Exact name of registrant as specified in its charter)
CALIFORNIA 0-13192 95-3903984
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification
Number)
One Insignia Financial Plaza
Post Office Box 1089
Greenville, South Carolina 29602
(Address of Principal Executive Office)
Registrant's telephone number, including area code (864) 239-1000
Item 2. Acquisition or Disposition of Assets
Angeles Income Properties Ltd. III (the "Partnership") owns a 57%
interest in Burlington Outlet Mall Joint Venture ("Burlington"). On October 30,
1995, Burlington lost its only investment property, Burlington Outlet Mall,
located in Burlington, NC, through a foreclosure by an unaffiliated mortgage
holder. The property was not generating sufficient cash flow to meet debt
service requirements. The nonpayments of principal and interest constituted a
default under the terms of the mortgage agreement and allowed the holder of the
mortgage agreement to foreclose on the property. The Managing General Partner
deemed it to be in the Partnership's best interest not to contest the
foreclosure action.
Item 7. Financial Statements and Exhibits
(b) Pro forma financial information
Burlington Outlet Mall was foreclosed upon on October 30, 1995, by an
unaffiliated mortgage holder. The following unaudited condensed balance sheet
of the Partnership assumes the property had been foreclosed on at September 30,
1995.
Pro Forma Balance Sheet
(Unaudited)
September 30, September 30,
1995 Pro Forma 1995
As Reported Adjustments Pro Forma
Cash $ 2,017,381 $ 2,017,381
Other assets 1,177,298 1,177,298
Land 1,527,024 1,527,024
Buildings and related
personal property 4,649,840 4,649,840
Total assets $ 9,371,543 $ 9,371,543
Accounts payable and accrued
liabilities $ 236,716 $ 236,716
Notes payable 3,460,054 3,460,054
Equity interest in net
liabilities of joint ventures 8,201,271 $(1,443,524) (1) 6,757,747
Total liabilities 11,898,041 (1,443,524) 10,454,517
Partners' deficit (2,526,498) 1,443,524 (1) (1,082,974)
Total liabilities and
partners' deficit $ 9,371,543 $ -- $ 9,371,543
<FN>
(1) Represents pro forma adjustments to reflect the removal of equity interest
in net liabilities of Burlington related to the foreclosure of the asset.
The following pro forma statements of loss assume Burlington Outlet Mall
had been foreclosed on as of September 30, 1995, and December 31, 1994,
respectively. The following pro forma statements of loss do not reflect the
gain for financial statement purposes incurred as a result of the foreclosure.
Pro Forma Statements of Loss
(Unaudited)
For the nine months ended
September 30, 1995
As Reported Adjustments Pro Forma
Total Revenue $ 1,256,368 $ 1,256,368
Operating expenses 206,993 206,993
General and administrative 223,959 223,959
Property management fees 51,083 51,083
Maintenance 135,532 135,532
Depreciation and amortization 505,200 505,200
Interest 306,018 306,018
Property taxes 124,870 124,870
Tenant reimbursements (140,653) (140,653)
Total expenses 1,413,002 1,413,002
Loss before equity in loss of
joint ventures (156,634) (156,634)
Equity in loss of joint
ventures (971,055) $ 276,733 (2) (694,322)
Net loss $(1,127,689) $ 276,733 $ (850,956)
Per limited partnership unit:
Net loss $ (12.86) $ (9.70)
Weighted average number of
units 86,818 86,818
<FN>
(2) Represents pro forma adjustment to remove equity in the loss of Burlington
as a result of the foreclosure.
Pro Forma Statements of Loss
(Unaudited)
For the twelve months ended
December 31, 1994
As Reported Adjustments Pro Forma
Total Revenue $ 1,601,393 $ 1,601,393
Operating expenses 250,731 250,731
General and administrative 630,673 630,673
Property management fees 67,520 67,520
Maintenance 160,377 160,377
Depreciation and amortization 662,848 662,848
Interest 437,610 437,610
Property taxes 150,775 150,775
Bad debt expense 53,428 53,428
Tenant reimbursements (208,597) (208,597)
Total expenses 2,205,365 2,205,365
Loss before equity in loss of
joint ventures and gain on sale (603,972) (603,972)
Equity in loss of joint
venture (1,337,836) $ 580,451 (3) (757,385)
Gain on sale of property 503,972 503,972
Net loss $(1,437,836) $ 580,451 $ (857,385)
Per limited partnership unit:
Net loss $ (16.40) $ (9.78)
Weighted average number of
units 86,818 86,818
<FN>
(3) Represents pro forma adjustments to remove equity in the loss of Burlington
as a result of the foreclosure. Certain reclassifications have been made
to the 1994 balances to conform to the 1995 presentation.
EXHIBIT INDEX
Exhibit
10.14 Trustee's Deed - Made by and between William F. Potts, Jr.,
substitute Trustee and Kennilworth, Inc. in the matter of the
foreclosure of the deed of trust executed by Burlington Outlet
Partners.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ANGELES INCOME PROPERTIES, LTD. III
By: Angeles Realty Corporation II
Managing General Partner
By: /s/ Carroll D. Vinson
Carroll D. Vinson
President
By: /s/ Robert D. Long, Jr.
Robert D. Long, Jr.
Controller, Principal Accounting Officer
Date: January 22, 1996